LATITUDE 66 LIMITED — Capital/Financing Update 2016

Aug 30, 2016

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Assets, Experience, Growth

ASX ANNOUNCEMENT – 31 August 2016

SYNDICATED COMPLETES ACQUISITION OF MONUMENT PROJECT

Syndicated Metals Limited (ASX: SMD – “Syndicated” or “the Company”) is pleased to advise that it has completed the purchase of unlisted company Monument Exploration Pty Ltd (“Monument”), giving it 100% ownership of the project.

Syndicated has made payment of $50,000 cash and issued 23,767,082 fully‐paid ordinary shares (refer attached Appendix 3B) to the Vendor as detailed in the Company’s announcement dated 27 July 2016. The Vendor will also receive a 0.5% gross royalty paid on future gold production of up to 100,000 ounces from the Monument Project tenements.

Following the completion of the purchase, Monument Exploration Pty Ltd is a wholly‐owned subsidiary of Syndicated. Syndicated directors Peter Langworthy and Andrew Munckton have been appointed as the directors of Monument.

About the Monument Project

The Monument Gold Project comprises a 210km[2] tenement package located ~55km west of Laverton in the world‐class Laverton gold district of WA, which hosts numerous multi‐million ounce gold mines such as Sunrise Dam (+10Moz), Wallaby (+8Moz), Granny Smith (+2Moz) and Lancefield (+2Moz).

The package comprises four contiguous tenements (three of which are granted and one of which is pending) which lie immediately to the north‐west of the 3.3Moz Mount Morgans Gold Project, currently being explored by Dacian Gold Limited (ASX: DCN) (refer Dacian Gold announcement 25 July 2016) (see Figure 1).

The Monument Gold Project tenements cover an approximate 25km strike length of the Ninnis and Claypan Fault Zones, the two significant regional geological structures which control gold and nickel mineralisation identified further south, particularly at the Mount Morgans Gold Project (see Figure 1).

The acquisition provides Syndicated shareholders with exposure to an outstanding gold exploration opportunity in a world‐class gold province. The Laverton Tectonic Zone has produced more than 30 million ounces of gold and yielded some of Australia’s best known gold mines.

The last concerted phase of exploration on the Monument tenements was undertaken by Carpentaria Exploration and Western Mining Corporation in the late 1980s and early 1990s. Carpentaria Exploration drilled the Waihi and Korong prospects, both of which contain near‐surface historical gold workings, some dating back to the last century.

A total of 142 historical drill holes have been recorded on the tenements, most of which were drilled under and immediately along strike of the historical workings at the Waihi and Korong prospects.

Historical drilling rarely penetrated the oxidised zone, which typically ranges from 20m to 80m in the area. The last recorded drill hole was completed in 2003.

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Figure 1 – Location of the Monument Gold Project showing regional geology and nearby mining operations

Syndicated believes this horizon is highly prospective for gold discoveries, and intends to concentrate initially on the main 16km long Korong‐Waihi trend as a focus for near‐term exploration activities.

Syndicated will provide further information about its upcoming exploration programs at the Monument Gold Project in the near future.

ENDS

For further information:

Investors

Andrew Munckton – Syndicated Metals Mobile: 0435 635 598

Media

Nicholas Read – Read Corporate Mobile: 0419 929 046

Appendix 3B New issue announcement

Rule 2.7, 3.10.3, 3.10.4, 3.10.5

Appendix 3B

New issue announcement, application for quotation of additional securities and agreement

Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX’s property and may be made public.

Introduced 01/07/96 Origin: Appendix 5 Amended 01/07/98, 01/09/99, 01/07/00, 30/09/01, 11/03/02, 01/01/03, 24/10/05, 01/08/12, 04/03/13

Name of entity

SYNDICATED METALS LIMITED

ABN

61 115 768 986

We (the entity) give ASX the following information.

Part 1 - All issues

You must complete the relevant sections (attach sheets if there is not enough space).

1 +Class of +securities Fully paid ordinary shares ( Shares ). issued or to be issued 2 Number of +securities 23,767,082 Shares. issued or to be issued (if known) or maximum number which may be issued 3 Principal terms of the The Shares are fully paid ordinary shares in the +securities (e.g. if capital of the Company. options, exercise price and expiry date; if partly paid +securities, the amount outstanding and due dates for payment; if +convertible securities, the conversion price and dates for conversion)

• See chapter 19 for defined terms.

Appendix 3B Page 1

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Appendix 3B New issue announcement

4 Do the+securities rank equally in all respects from the+issue date with an existing+class of quoted+securities? If the additional+securities do not rank equally, please state:  the date from which they do  the extent to which they participate for the next dividend, (in the case of a trust, distribution) or interest payment  the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment 5 Issue price or consideration 6 Purpose of the issue (If issued as consideration for the acquisition of assets, clearly identify those assets) 6a Is the entity an+eligible entity that has obtained security holder approval under rule 7.1A? If Yes, complete sections 6b – 6h in relation to the+securities the subject of this Appendix 3B, and comply with section 6i 6b The date the security holder resolution under rule 7.1A was passed 6c Number of+securities issued without security holder approval under rule 7.1	The Shares will rank equally with existing fully paid ordinary shares on issue.
	$0.008415 per Share ($200,000 total share consideration).
	Shares issued to the vendor of Monument Exploration Pty Ltd as consideration for the purchase of the company as announced on 27 July 2016.
	Yes.
	26 November 2015
	23,767,082 Shares.

• See chapter 19 for defined terms.

Appendix 3B Page 2

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Appendix 3B New issue announcement

6d Number of+securities issued with security holder approval under rule 7.1A 6e Number of+securities issued with security holder approval under rule 7.3, or another specific security holder approval (specify date of meeting) 6f Number of+securities issued under an exception in rule 7.2 6g If+securities issued under rule 7.1A, was issue price at least 75% of 15 day VWAP as calculated under rule 7.1A.3? Include the +issue date and both values. Include the source of the VWAP calculation. 6h If+securities were issued under rule 7.1A for non‐cash consideration, state date on which valuation of consideration was released to ASX Market Announcements. 6i Calculate the entity’s remaining issue capacity under rule 7.1 and rule 7.1A – complete Annexure 1 and release to ASX Market Announcements 7 +Issue dates Note: The issue date may be prescribed by ASX (refer to the definition of issue date in rule 19.12). For example, the issue date for a pro rata entitlement issue must comply with the applicable timetable in Appendix 7A. Cross reference: item 33 of Appendix 3B. 8 Number and +class of all +securities quoted on ASX (_including_the +securities in section 2 if applicable)	Nil.
	Nil.
	Nil.
	N/A
	N/A
	Rule 7.1: 4,662,345 Rule 7.1A: 2,379,208
	31 August 2016
	Number	+Class
	598,234,546	Ordinary shares

• See chapter 19 for defined terms.

Appendix 3B Page 3

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Appendix 3B New issue announcement

Number +Class 9 Number and +class of all 5,000,000 6.4c options expiry 9/1/17 +securities not quoted on ASX 52,574,182 1.2c options expiry 8/2/18 ( including the +securities in Performance Rights – section 2 if applicable) Refer to listing in Annexure 2.

10 Dividend policy (in the case of a N/A trust, distribution policy) on the increased capital (interests)

Part 2 - Pro rata issue

11 Is security holder approval required?

12 Is the issue renounceable or non‐ renounceable?

12	Is the issue renounceable or non‐ renounceable?
13	Ratio in which the+securities
	will be offered
14	+Class of+securities to which the
	offer relates
15	+Record date to determine
	entitlements
16	Will holdings on different
	registers (or subregisters) be
	aggregated for calculating
	entitlements?
17	Policy for deciding entitlements
	in relation to fractions
18	Names of countries in which the
	entity has security holders who
	will not be sent new offer
	documents
	Note: Security holders must be told how their
	entitlements are to be dealt with.
	Cross reference: rule 7.7.
19	Closing date for receipt of
	acceptances or renunciations

• See chapter 19 for defined terms.

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Appendix 3B New issue announcement

20	Names of any underwriters
21	Amount of any underwriting fee
	or commission
22	Names of any brokers to the
	issue
23	Fee or commission payable to
	the broker to the issue
24	Amount of any handling fee
	payable to brokers who lodge
	acceptances or renunciations on
	behalf of security holders
25	If the issue is contingent on
	security holders’ approval, the
	date of the meeting
26	Date entitlement and acceptance
	form and offer documents will be
	sent to persons entitled
27	If the entity has issued options,
	and the terms entitle option
	holders to participate on
	exercise, the date on which
	notices will be sent to option
	holders
28	Date rights trading will begin (if
	applicable)
29	Date rights trading will end (if
	applicable)
30	How do security holders sell
	their entitlements_in full_through
	a broker?
31	How do security holders sell_part_
	of their entitlements through a
	broker and accept for the
	balance?

• See chapter 19 for defined terms.

Appendix 3B Page 5

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Appendix 3B New issue announcement

• 32 How do security holders dispose of their entitlements (except by sale through a broker)?

• 33 +Issue date

Part 3 - Quotation of securities

You need only complete this section if you are applying for quotation of securities

• 34 Type of[+] securities ( tick one )

• (a)  +Securities described in Part 1

• (b) All other[+] securities

Example: restricted securities at the end of the escrowed period, partly paid securities that become fully paid, employee incentive share securities when restriction ends, securities issued on expiry or conversion of convertible securities

Entities that have ticked box 34(a)

Additional securities forming a new class of securities

Tick to indicate you are providing the information or documents

• 35 If the[+] securities are[+] equity securities, the names of the 20 largest holders of the additional[+] securities, and the number and percentage of additional[+] securities held by those holders

• 36 If the[+] securities are[+] equity securities, a distribution schedule of the additional +securities setting out the number of holders in the categories 1 ‐ 1,000

1,001 ‐ 5,000 5,001 ‐ 10,000 10,001 ‐ 100,000 100,001 and over

• 37 A copy of any trust deed for the additional[+] securities

• See chapter 19 for defined terms.

Appendix 3B Page 6

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Appendix 3B New issue announcement

Entities that have ticked box 34(b)

38 Number of[+] securities for which +quotation is sought 39 +Class of +securities for which quotation is sought

40 Do the[+] securities rank equally in all respects from the[+] issue date with an existing[+] class of quoted +securities?

If the additional[+] securities do not rank equally, please state:

 the date from which they do  the extent to which they participate for the next dividend, (in the case of a trust, distribution) or interest payment  the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment

41 Reason for request for quotation now Example: In the case of restricted securities, end of restriction period (if issued upon conversion of another[+] security, clearly identify that other[+] security)

Number +Class 42 Number and +class of all +securities quoted on ASX ( including the +securities in clause 38)

• See chapter 19 for defined terms.

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Appendix 3B New issue announcement

Quotation agreement

• 1 +Quotation of our additional +securities is in ASX’s absolute discretion. ASX may quote the[+] securities on any conditions it decides.

• 2 We warrant the following to ASX.

• The issue of the[+] securities to be quoted complies with the law and is not for an illegal purpose.

• There is no reason why those[+] securities should not be granted +quotation.

• An offer of the[+] securities for sale within 12 months after their issue will not require disclosure under section 707(3) or section 1012C(6) of the Corporations Act.

Note: An entity may need to obtain appropriate warranties from subscribers for the securities in order to be able to give this warranty

• Section 724 or section 1016E of the Corporations Act does not apply to any applications received by us in relation to any[+] securities to be quoted and that no‐one has any right to return any[+] securities to be quoted under sections 737, 738 or 1016F of the Corporations Act at the time that we request that the[+] securities be quoted.

• If we are a trust, we warrant that no person has the right to return the +securities to be quoted under section 1019B of the Corporations Act at the time that we request that the[+] securities be quoted.

• 3 We will indemnify ASX to the fullest extent permitted by law in respect of any claim, action or expense arising from or connected with any breach of the warranties in this agreement.

• 4 We give ASX the information and documents required by this form. If any information or document is not available now, we will give it to ASX before +quotation of the +securities begins. We acknowledge that ASX is relying on the information and documents. We warrant that they are (will be) true and complete.

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Sign here: ............................................................ Date: 31 August 2016

Company Secretary

Print name: Paul Bridson

• See chapter 19 for defined terms.

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Appendix 3B Page 8

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Appendix 3B New issue announcement

Appendix 3B – Annexure 1

Calculation of placement capacity under rule 7.1 and rule 7.1A for eligible entities

Introduced 01/08/12 Amended 04/03/13

Part 1

Rule 7.1 – Issues exceeding 15% of capital

Step 1: Calculate “A”, the base figure from which the placement capacity is calculated

Part 1	Part 1
Rule 7.1 – Issues exceeding 15% of capital
Step 1: Calculate “A”, the base figure from which the placement capacity is calculated
Insertnumber of fully paid+ordinary securities on issue 12 months before the +issue date or date of agreement to issue	374,244,100
Addthe following: • Number of fully paid+ordinary securities issued in that 12 month period under an exception in rule 7.2 • Number of fully paid+ordinary securities issued in that 12 month period with shareholder approval • Number of partly paid+ordinary securities that became fully paid in that 12 month period Note: • Include only ordinary securities here – other classes of equity securities cannot be added • Include here (if applicable) the securities the subject of the Appendix 3B to which this form is annexed • It may be useful to set out issues of securities on different dates as separate line items	26,000,000 (8 December 2015) 32,118,364 (8 February 2016) 31,880,000 (8 February 2016) 15,200,000 (4 April 2016) 25,000 (23 August 2016) 23,767,082 issued on 31 August 2016 (the subject of this Appendix 3B)
Subtractthe number of fully paid+ordinary securities cancelled during that 12 month period	0
“A”	503,234,546

• See chapter 19 for defined terms.

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Appendix 3B New issue announcement

Step 2: Calculate 15% of “A”

Appendix 3B New issue announcement	Appendix 3B New issue announcement
Step 2: Calculate 15% of “A”
“B”	0.15 [Note: this value cannot be changed]
Multiply“A” by 0.15	75,485,181
Step 3: Calculate “C”, the amount of placement capacity under rule 7.1 that has already been used
Insertnumber of+equity securities issued or agreed to be issued in that 12 month period_not counting_those issued: • Under an exception in rule 7.2 • Under rule 7.1A • With security holder approval under rule 7.1 or rule 7.4 Note: • This applies to equity securities, unless specifically excluded – not just ordinary securities • Include here (if applicable) the securities the subject of the Appendix 3B to which this form is annexed • It may be useful to set out issues of securities on different dates as separate line items	47,055,754 (16 August 2016) 23,767,082 (agreed to be issued to acquire Monument Exploration Pty Ltd)
“C”	70,822,836
Step 4: Subtract “C” from [“A” x “B”] to calculate remaining placement capacity under rule 7.1
“A” x 0.15 Note: number must be same as shown in Step 2	75,485,181
Subtract“C” Note: number must be same as shown in Step 3	70,822,836
Total[“A” x 0.15] – “C”	4,662,345 [Note: this is the remaining placement capacity under rule 7.1]

placement capacity under rule 7.1
“A” x 0.15	75,485,181
Note: number must be same as shown in
Step 2
Subtract“C”	70,822,836
Note: number must be same as shown in
Step 3
Total[“A” x 0.15] – “C”	4,662,345
	[Note: this is the remaining placement
	capacity under rule 7.1]

• See chapter 19 for defined terms.

Appendix 3B Page 10

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Appendix 3B New issue announcement

Part 2

New issue announcement Part 2	New issue announcement Part 2
Rule 7.1A – Additional placement capacity for eligible entities
Step 1: Calculate “A”, the base figure from which the placement capacity is calculated
“A” Note: number must be same as shown in Step 1 of Part 1	503,234,546
Step 2: Calculate 10% of “A”
“D”	0.10 Note: this value cannot be changed
Multiply“A” by 0.10	50,323,454
Step 3: Calculate “E”, the amount of placement capacity under rule 7.1A that has already been used
Insertnumber of+equity securities issued or agreed to be issued in that 12 month period under rule 7.1A Notes: • This applies to equity securities – not just ordinary securities • Include here – if applicable – the securities the subject of the Appendix 3B to which this form is annexed • Do not include equity securities issued under rule 7.1 (they must be dealt with in Part 1), or for which specific security holder approval has been obtained • It may be useful to set out issues of securities on different dates as separate line items	47,944,246 (16 August 2016)
“E”	47,944,246

• See chapter 19 for defined terms.

Appendix 3B Page 11

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Appendix 3B New issue announcement

Step 4: Subtract “E” from [“A” x “D”] to calculate remaining placement capacity under rule 7.1A

Appendix 3B New issue announcement	Appendix 3B New issue announcement
Step 4: Subtract “E” from [“A” x “D”] to calculate remaining placement capacity under rule 7.1A
“A” x 0.10 Note: number must be same as shown in Step 2	50,323,454
Subtract“E” Note: number must be same as shown in Step 3	47,944,246
Total[“A” x 0.10] – “E”	2,379,208 Note: this is the remaining placement capacity under rule 7.1A

• See chapter 19 for defined terms.

Appendix 3B Page 12

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Appendix 3B New issue announcement

Annexure 2

Syndicated Metals Limited Securities Not Quoted on ASX – Performance Rights

Expiry Date	Vesting Conditions	Total number of Performance Rights
31/10/2016	Vestingwhen the Company’s 10 dayVWAP exceeds$0.30	100,000
31/10/2016	Vestingwhen the Company’s 10 dayVWAP exceeds$0.45	100,000
31/10/2016	Vestingwhen the Company’s 10 dayVWAP exceeds$0.60	100,000
31/10/2016	Vesting when the Company’s 10 day VWAP exceeds $0.06675	194,158
31/10/2016	Vesting when the Company’s 10 day VWAP exceeds $0.11125	274,808
8/11/2016	Vestingwhen the Company’s 10 dayVWAP exceeds$0.30	150,000
8/11/2016	Vestingwhen the Company’s 10 dayVWAP exceeds$0.45	150,000
8/11/2016	Vestingwhen the Company’s 10 dayVWAP exceeds$0.60	150,000
30/11/2016	Vesting when the Company’s 10 day VWAP exceeds $0.06675	520,598
30/11/2016	Vesting when the Company’s 10 day VWAP exceeds $0.11125	736,846
30/11/2016	Vestingwhen the Company’s 10 dayVWAP exceeds$0.30	150,000
30/11/2016	Vestingwhen the Company’s 10 dayVWAP exceeds$0.45	150,000
30/11/2016	Vestingwhen the Company’s 10 dayVWAP exceeds$0.60	150,000
30/11/2016	Vesting when the Company’s 10 day VWAP exceeds $0.06675	579,239
30/11/2016	Vesting when the Company’s 10 day VWAP exceeds $0.11125	819,846
21/10/2018	Vesting when the Company’s 10 day VWAP exceeds $0.06675	1,158,478
21/10/2018	Vesting when the Company’s 10 day VWAP exceeds $0.11125	1,639,731
Total		7,123,704

• See chapter 19 for defined terms.

Appendix 3B Page 13

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31 August 2016

Issue of Syndicated Metals Limited Shares

Secondary Trading Notice pursuant to section 708A(5)(e) of the Corporations Act 2001 (Act)

Further to the announcements of 27 July 2016 and 31 August 2016, Syndicated Metals Limited ( Company ) has issued 23,767,082 fully paid ordinary shares ( Shares ) at an issue price of 0.8415 cents per Share to the vendor of Monument Exploration Pty Ltd as consideration for the purchase of the company under its available 15% placement capacity. The Shares are in a class of securities quoted on ASX.

Secondary Trading Exemption

The Act restricts the on‐sale of securities issued without disclosure, unless the sale is exempt under section 708 or 708A of the Act. By the Company giving this notice, a sale of the Shares noted above will fall within the exemptions in section 708A(5) of the Act.

The Company hereby notifies ASX under paragraph 708A(5)(e) of the Act that:

• (a) the Company issued the Shares without disclosure to investors under Part 6D.2 of the Act;

• (b) as at the date of this notice the Company has complied with the provisions of Chapter 2M of the Act as they apply to the Company, other than section 319 in relation to the financial year ended 30 June 2007 (as set out in relief granted to the Company by the Australian Securities and Investments Commission under paragraph 741(1) of the Act on 19 August 2008) and section 674 of the Act; and

• (c) as at the date of this notice there is no information:

• (i) that has been excluded from a continuous disclosure notice in accordance with the ASX Listing Rules; and

• (ii) that investors and their professional advisors would reasonably require for the purpose of making an informed assessment of:

  • A. the assets and liabilities, financial position and performance, profit and losses and prospects of the Company; or

  • B. the rights and liabilities attaching to the Shares.

Yours faithfully,

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Paul Bridson Company Secretary

68A Hay Street, Subiaco WA 6008 ‐ GPO Box 2810 Perth WA 6000 T: +61 8 9380 9440 F: +61 8 9380 9449 info@syndicatedmetals.com.au ACN: 115 768 986 ASX Code: SMD